HomeMy Public PortalAboutResolution No. 199-03 04-21-2003 7
• RESOLUTION NO. 199-03
A RESOLUTION APPROVING AN ECONOMIC
DEVELOPMENT INCENTIVE AGREEMENT WITH
ALBERTSON'S, INC. PURSUANT TO CHAPTER 380 OF THE
TEXAS LOCAL GOVERNMENT CODE, AND PROVIDING
AN EFFECTIVE DATE.
WHEREAS, Albertson`s, Inc. is interested in devloping certain improvements within the City
which will provide economic development benefits to the City of Richland Hills and its citizens,
including the generation of sales and property tax revenue and employment opportunities; and
WHEREAS, Albertson`s, Inc. has advised the City and the Richland Hills Development
Corporation that a contributing factor that would induce Albertson's, Inc. to construct the
Improvements is an agreement by the City and the Richland Hills Development Corporation to
provide economic development grants to Albertson's, Inc. to defray a portion of the cost of
characterizing and treating contaminated soils and ground water as maybe required in connection
with the construction of the Improvements on the Property; and
WHEREAS, the City recognizes that Albertson's, Inc. has incurred or will incur costs to
characterize and treat contaminated soils and ground water on the Premises as part of the demolition
• of the existing structures and redevelopment of the Premises; and
WHEREAS, the City is authorized by Chapter 380 of the Texas Local Government Code;
to provide economic development grants to promote local economic development and to stimulate
business and commercial activity to the City; and
WHEREAS, the City has adopted an economic development program pursuant to Chapter
380 for the purpose of promoting economic development; and
WHEREAS, the City has determined that substantial economic benefit and the creation of
new opportunities of employment will accrue to the City as a result of Albertson's, Inc.'s
development and operation of the Improvements, and that this proj ect will increase the taxable value
of the Property and directly and indirectly result in creation of additional jobs throughout the City,
and that the value of the benefits obtained by the City from the project will outweigh the amount of
funds the City is to provide as grants under this Agreement, and
WHEREAS, the City desires to enter into a proposed economic development agreement with
Barclay/Texas Holdings III, LP in order promote local commercial economic development and to
stimulate business and commercial activity and expand the employment base of the City to the long
term interest and benefit of the City and its citizens and residents in accordance with Chapter 380
of the Texas Local Government Code; and
•
• WHEREAS, the City Council finds the contemplated use of the Premises, the contemplated
Improvements to the Premises, and the other terms of this Agreement, are consistent with the
Program and all applicable law;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
RICHLAND HILLS, TEXAS:
SECTION 1.
Consideration of Economic Development Agreement with
Albertson's, Inc.
The City Council has considered the request of Albertson's, Inc. for incentives under the
above-created program created under Chapter 380 of the Texas Local Government Code to assist
in the redevelopment of the Premises as an Albertson's supermarket, said redevelopment being more
fully described in the Agreement attached hereto, and has determined that the request meets the
criteria for the program. The City Council has considered:
(1) the amount of sales tax revenues and ad valor em tax revenue the City expects to be
generated by the operation of the commercial enterprise; and
(2) the extent of economic enhancement and stimulation that the City will derive from operation
• of the commercial enterprise's business; and
(3) the number and quality of new employment opportunities which the City expects will result,
directly and indirectly, from the operation of the commercial enterprise;
SECTION 2.
Findings Regarding Proposed Economic Development Agreement with
Albertson's, Inc.
After consideration of the information provided by Albertson's, Inc., Barclay/Texas Holdings
III, LP and compiled by City staff, the City Council makes the following findings:
(1) The project will generate an estimated $111,477.00 in annual General Fund sales and
property taxes for the City and an estimated $41,132.00 of Richland Hills Development
Corporation sales tax revenue, for an estimated total of $152,609.00 in additional tax
revenue;
(2) When the site is fully developed with in-line retail, fueling facility and pad site development
in addition to the grocery store, the City will derive more than $200,000.00 annually from
the project;
(3) The above estimate of $111,477.00 in increased General Fund sales tax and property tax
• RESOLUTION APPROVING ECONOMIC DEVELOPMENT AGREEMENT WITH ALBERTSON'S INC.
W:Utichland Hills\Economic Development\Resolution approviing economic developmrnt agreemrnt with Albertson's regarding rnviommrntal cleanup costs.wpd Page 2
• revenue derived from the grocery store only is equal to the amount of revenue that would be
generated by an 11.66 percent ad valorem tax increase. Therefore, the City will be able to
provide needed services without the significant property tax increase which might otherwise
be needed;
(4) The project will also produce employment opportunities. It is estimated that when fully
developed, fifty (50) persons will be employed on the site, and the project should spur
additional business investment along Grapevine Highway and Rufe Snow Drive, generating
additional sales and property tax revenue and employment opportunities.
(5) The project will heighten the image of the City and can be used to market to other businesses
regarding the advantages of locating in Richland Hills.
(6) The information supplied the City by Albertson's, Inc., Barclay/Texas Venture Capital, LLC
is sufficient to meet the needs of the City in reviewing the request, and to the extent, if any,
that the request does not include all elements specified in the resolution adopting the City's
Chapter 380 economic development program, the City Council has determined that it is
appropriate to waive any such variances;
SECTION 3.
Authorization for Execution of Proposed Economic Development Agreement with
• Albertson's, Inc.
Based on the above-referenced findings, the City Council approves the attached agreement,
and authorizes James Quin, the City Manager to execute the Agreement on behalf of the City.
SECTION 4.
Effective Date
This resolution shall take effect immediately from and after its adoption, and the agreement
approved herein will be effective upon execution by Albertson's, Inc. and the City, and it is
accordingly so resolved.
Passed and aRp~~b~~~ i~S,~ is day of _ f-4.pr , ~ 2003.
''<< CITY OF RICHLAND HILLS, TEXAS
'y.' T e Honorable Nelda Stroder, Mayor
ATTEST: t~~ ~ ~
• RESOLUTION APPROVING ECONOMIC DEVELOPMENT AGREEMENT WITH ALBERTSON'S INC.
W:Utichland Hitls~Economic Lkvdopmrnt~Resolution approviing economic developmrnt agreemrnt with Albertson's regarding rnviommrntal cleanup costs.wpd p ~ 9
ag
t ,
•
Tern Willis, City Secretary
APPROVED AS TO FORM AND LEGALITY:
Tim G. Sralla, City Attorney
•
• RESOLUTION APPROVING ECONOMIC DEVELOPMENT AGREEMENT WITH ALBERTSON'S INC.
W:Utichland Hills\Economic DevelopmentUtesolution approviing economic development agreement with Albenson's regarding enviommental clcanup eosts.wpd Page 4
ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT FOR
• SHOPPING CENTER IN THE CITY OF RICHLAND HILLS
This Economic Development Incentive Agreement ("Agreement") is made by and between
the City of Richland Hills, Texas, a home rule municipality located in Tarrant County, Texas
(hereinafter referred to as "the City"), acting by and through James Quin, its duly authorized City
Manager, and Albertson's, Inc., a Delaware corporation (hereinafter referred to as "the Company"),
acting by and through its duly authorized representative.
A.
DEFINITIONS
1. "The City" is the City of Richland Hills, in Tarrant County, Texas.
2. "The Company" is Albertson's, Inc., a Delaware corporation with its principal office located
at 250 Parkcenter Blvd., Boise, Idaho 83706.
3. "The Environmental Report" is that Environmental Site Investigation prepared by
HBC/Terracon dated April 1, 2003.
4. "Force majeure" is a contingency or cause beyond the reasonable control of the Company,
acts of God or a public enemy, war, riot, civil commotion, insurrection, strike (unless caused by acts
• or omissions of the Company), governmental or de facto governmental action (unless caused by acts
or omissions of the Company), fire, explosion, flood, or other natural catastrophe.
5. "The Premises" as used in this Agreement is the property which is the subject of this
Agreement, which property is located within the City and described as Block 23, Lots 1, 2, 3, ,4 ,5 ,6
and 7 of the Richland Hills Addition to the City of Richland Hills, and TR3A, TR3A1, TR3A1 a and
TR3A2 of the Mahaly Lynch Survey, A-953, in the City of Richland Hills, Tarrant County, Texas.
6. "The Program" is the Economic Development Program adopted by the City pursuant to
Chapter 380 of the Texas Local Government Code by City Council Resolution passed on February
11, 2003.
7. "The RHDC" is the Richland Hills Development Corporation, a 4B Economic Development
Corporation created pursuant to the Development Corporation Act of 1979, Texas Revised Civil
Statutes Article 5190.6.
8. "The Remedial Actions" are such actions as are necessary in order to: (i) properly
characterize and treat contaminated soils and ground water as may be required in connection with the
construction of improvements on the Premises; and (ii) obtain a formal "No Further Action" letter
from the TCEQ or obtain a "Certificate of Completion" under the TCEQ's Voluntary Cleanup
Program. The Remedial Actions shall address only those matters as are described in the
• Environmental Report.
• B.
RECITALS
WHEREAS, the Company owns or has a contract to purchase a portion of the Premises and
intends to purchase a portion of the Premises;
WHEREAS, the Company has advised the City and the RHDC that a contributing factor that
would induce the Company to purchase a portion of the Premises, and to construct improvements is
an agreement by the City and the RHDC to provide economic development grants to the Company to
defray a portion of the cost of the Remedial Actions; and
WHEREAS, the City and the RHDC recognize that the Company has incurred or will incur
greater costs to acquire the Premises and undertake Remedial Actions because the project involves
redevelopment of a location which may contain certain contamination; and
WHEREAS, the City is authorized by Chapter 380 of the Texas Local Government Code; to
provide economic development grants to promote local economic development and to stimulate
business and commercial activity to the City; and
WHEREAS, the City has adopted the Program for the purpose of promoting economic
development; and
• WHEREAS, the RHDC is authorized by Article 5190.6 to expend funds in furtherance of an
economic development project, and the Board of Directors of the RHDC has held a public hearing
and, following that public hearing, determined that the project which is the subject of this
Agreement, and specifically, the pursuit of Remedial Actions, qualifies as an appropriate project for
the expenditure of economic development funds of the RHDC;
WHEREAS, the City and the RHDC have determined that substantial economic benefit and
the creation of new opportunities of employment will accrue to the City as a result of the Company's
development and operation of grocery store improvements, and that this project will increase the
taxable value of the Property and directly and indirectly result in creation of additional jobs
throughout the City, and that the value of the benefits obtained by the City from the project will
outweigh the amount of funds the City is to provide as grants under this Agreement ,and
WHEREAS, the City and the RHDC desire to enter into this Agreement in order promote
local commercial economic development and to stimulate business and commercial activity and
expand the employment base of the City to the long term interest and benefit of the City and its
citizens and residents in accordance with Chapter 380 of the Texas Local Government Code and
Texas Revised Civil Statutes Article 5190.6; and
• Allxrtsons Enviro Economic Dev Agr (Final version).doc Page 2
WHEREAS, the City Council finds the contemplated use ofthe Premises, the contemplated
• improvements to the Premises, and the other terms of this Agreement, are consistent with the
Program and all applicable law; and
WHEREAS, the parties agree and understand that the Company is purchasing the portion of
the Premises upon which grocery improvements are to be constructed, but that the Company cannot
and does not guarantee that it will actually construct grocery improvements;
NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions
hereinafter set forth, the City and the RHDC, for good and valuable consideration, which
consideration is the Company's commitment to acquire a portion of the Premises, which the City
Council has determined will result in the expansion of business and commercial activity and
employment in the City and increase the tax revenues available to the City, and the Company, for
good and valuable consideration, which consideration includes the grants and incentives set forth
herein below, do hereby contract, covenant and agree as follows:
C.
TERM OF AGREEMENT AND CONDITIONS PRECEDENT
1. The term of this Agreement shall begin on the date this Agreement has been signed by the
parties (the "Effective Date") and continue until three (3) years from the date hereof (the "Expiration
Date").
• 2. The Company, the City, and the RHDC agree that all obligations stated in this Agreement
shall be contingent upon the Company's acquisition of fee simple interest to a portion of the
Premises. The Company shall provide written notice to the City and the RHDC of the Company's
acquisition of fee simple interest to that portion of the Premises it is acquiring (the "Company
Premises") and a copy of a title insurance policy or recorded deeds establishing such title.
D.
DUTIES OF THE COMPANY
1. The Company shall purchase the Company Premises and shall undertake Remedial Action as
it deems necessary. The Company's agreements and covenants as agreed herein constitutes a
material part of the consideration provided by the Company in return for the City's acceptance of
this Agreement.
2. Company shall provide to the City a proposal of the Remedial Actions to be taken together
with an estimate of the costs for same. Company shall pay the first $100,000.00 incurred for the
Remedial Actions and a former owner ("Former Owner") of the Company Premises shall pay the
next $50,000.00 incurred for the Remedial Actions and Company will provide to the City evidence
reasonably satisfactory to the City of such expenditures. No funds hereunder are to be paid by the
City or RHDC to Company until this requirement has been satisfied.
• Albensoro Enviro Economic Dev Agr (Final version).doc Page 3
3. Company shall submit written application to the City for payment of expenses to be paid
• pursuant hereto. Any request for advance of funds must be in writing and must be received by the
City together with evidence reasonably satisfactory to the City as to the expenses incurred in
prosecuting the Remedial Actions. "Reasonably satisfactory evidence" shall mean paid receipts or
paid invoices of mechanics, materialmen, suppliers, laborers, or others providing labor, services or
materials to the Property in connection with the Remedial Actions. In addition, the funds payable
pursuant hereto may be used to pay engineers, surveyors, consultants or other service providers as
are reasonably necessary in order to properly plan, conduct and complete the Remedial Actions. The
City shall advance funds (or appropriate portion thereof) to the Company promptly after Company
has satisfied the requirements of this Section 3.
4. Notwithstanding anything to the contrary set forth hereinabove, no advance of funds shall be
made from and after the date which is three (3) years from the date hereof.
5. In no event shall the City and RHDC jointly be liable for more than $50,000.00 (in the
aggregate) for costs incurred (after the first $150,000 of remediation costs paid by Company and the
Former Owner) in pursuing the Remedial Actions and obtaining the No Further Action letter or
Certificate of Completion, as each are referenced above, from the TCEQ.
6. In the event the Company shall submit written application to the City for the disbursement of
funds as contemplated hereunder, the Company shall, upon request of the City Council, certify to the
City Council of the City whether the Company is in compliance with each applicable term of this
• Agreement. The Company agrees to provide the City with any documentation the City may
reasonably require or request to substantiate the Company's compliance.
E.
BREACH
1. In the event that:
(1) the Company fails to purchase the Company Premises; or
(2) The Company becomes delinquent in its obligation to pay ad valorem taxes owned to
the City, provided, the Company retains the right to timely and properly protest such
taxes as allowed by law; or
(3) The Company violates any of the other terms or conditions of this Agreement;
then the Company shall be in default of this Agreement. In the event that the Company defaults,
then the City or the RHDC shall give the Company written notice of such default. Notice shall be in
writing as provided below. If the Company has~not cured such default or obtained a waiver of such
default from the City or the RHDC as the case maybe, within (30) days of said written notice, the
Company will be in breach of this Agreement. If, in the sole discretion and judgment of the City
• Albertsons Enviro Economic Dev Agr (Final version).da Page 4
• Council or the Board of Directors of the RHDC, as the case maybe, the Company has commenced to
cure such default within said thirty day period and if, in the sole discretion and judgment of the City
Council, or the Board of Directors of the RHDC, as the case may be, the Company thereafter
diligently proceeds with the Company's efforts to cure the same, the City Council or the Board of
Directors of the RHDC, as the case may be, shall grant the Company additional time to cure such
default. No action or inaction on the part of the City or the RHDC shall be deemed a waiver of the
right of the City or the RHDC to declare a breach of this Agreement in the event of default by the
Company except an express written waiver, and no such express written waiver by the City or the
RHDC shall be deemed a waiver of the right to declare a breach of this Agreement in the event of
further or subsequent default by the Company, even if such default is of the same kind or character
as the waived default. The granting of additional time by the City or the RHDC for completion of
any of the Company's obligations hereunder is a waiver of the right to declare a breach of this
Agreement in the event of default by the Company, and so must be in writing to be valid.
2. In the event of breach of this Agreement by the Company at any time during the term of this
Agreement, the City or the RHDC may terminate this Agreement as their sole and exclusive remedy
and the parties shall not have any further obligations one to the other as a result of this Agreement. In
the event of such termination, neither the City nor the RHDC shall be obligated to pay any portions
of the grants provided for herein which have not been paid to the Company as of the date of such
termination, but neither the City nor the RHDC may sue for or recapture those portions of the grants
provided for herein that have been paid to the Company prior to the date of such termination.
• F.
NO JOINT VENTURE
The Company in performing its obligations under this Agreement is acting independently,
and not as part of a joint venture with the City or the RHDC, and not as an agent of the City or the
RHDC, and the City and the RHDC shall have no responsibility or liability to third parties in
connection with the Remedial Actions.
G.
DUTIES OF THE CITY AND/OR RHDC
1. Subject to the Company's continued satisfaction of all the terms and conditions of this
Agreement, the City and/or RHDC agree to jointly provide an additional economic development
grant to the Company in the aggregate amount of Fifty Thousand Dollars and no cents ($50,000.00)
to offset some of the Company's costs of the Remedial Actions. This grant will be payable pursuant
to the schedule set forth at Article D, above.
2. The City represents that it currently has available sufficient funds necessary to the grant
described above, and agrees to set aside those funds to satisfy the City's obligation under this
Agreement. The parties recognize, however, that the City's authority to commit funds is subject to
various legal limitations, and that the City's obligation to make the grant authorized herein is subject
• to such legal limitations. Therefore, the grants authorized herein shall be paid solely from funds
Albertsons Enviro Economic Dev Agr (Final version).doc Page 5
. which are lawfully available for such use. Under no circumstances shall the City's obligations
hereunder be paid from the proceeds of bonds or other obligations of the City payable from ad
valorem taxes, nor shall such obligations create any debt which would be invalid pursuant to any
constitutional or statutory provisions. Consequently, notwithstanding any other provision of this
Agreement, the City shall have no obligation or liability to pay any portion of the grants referred to
herein until and unless lawfully available funds are available and appropriated to make such payment
during the budget year in which such grants are payable. Further, the City shall not be obligated to
pay any commercial bank, lender or similar institution for any loan or credit agreement made by the
Company. None of the City's obligations under this Agreement shall be pledged or otherwise
encumbered in favor of any commercial lender and/or similar financial institution, and any attempted
pledge or encumbrance by the Company of the City's obligations hereunder to any third party, or any
third party action to involuntarily assign such obligation to a third party, shall constitute a default by
the Company under this Agreement, and shall render the City's obligations void.
3. The RHDC represents that it currently has available sufficient funds necessary to the grant
described above. The parties recognize, however, that the RHDC's authority to commit funds is
subject to various legal limitations, and that the RHDC's obligation to make the grant authorized
herein is subject to such legal limitations, including the limitation contained in Article 5190.6,
Section 4B(a-1). Therefore, the grant shall be paid solely from funds which are lawfully available
for such use. Under no circumstances shall the RHDC's obligations hereunder be construed to create
any debt which would be invalid pursuant to any constitutional or statutory provisions. Furthermore,
• the RHDC shall not be obligated to pay any commercial bank, lender or similar institution for any
loan or credit agreement made by the Company. None of the RHDC's obligations under this
Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and/or
similar financial institution, and any attempted pledge or encumbrance by the Company of the
RHDC's obligations hereunder to any third party, or any third party action to involuntarily assign
such obligation to a third party, shall constitute a default by the Company under this Agreement, and
shall render the RHDC's obligations void.
4. Upon the Company's completion of its obligations hereunder, the RHDC and City agree to
execute a Release of the Company to be recorded in the Deed Records of Tarrant County
acknowledging that the Company has fully complied with its obligations hereunder, and providing
that this Agreement will thereafter impose no burden on the Premises, or impose any further
obligation on any holder of any portion of the Premises.
H.
GENERAL PROVISIONS
1. Notice. Notices required to be given to any party to this Agreement shall be given personally
or by registered or certified mail, return receipt requested, postage prepaid, addressed to the party at
its address set forth below, and, if given by mail, shall be deemed delivered as of the date deposited
in the United States mail:
•
Albettsons Enviro Economic Dev Agr (Final version).doc Page 6
• Notice address for the City:
City of Richland Hills
Attention: City Manager
3200 Diana Drive
Richland Hills, Texas 76118
Notice address for the Company:
250 Parkcenter Boulevard
Boise, Idaho 83706
Telecopy Number: 208-395-6575
Notice address for RHDC:
Richland Hills Development Corporation
Attention: Mayor
3200 Diana Drive
Richland Hills, Texas 76118
Any party may change the address to which notices are to be sent by giving the other parties written
notice in the manner provided in this paragraph.
• 2. No ownership by City officer. It is the belief of both parties that no part of the Premises is
owned or leased by a member of the City Council or by a member of the City Planning and Zoning
Commission, or any other board or commission of the City having responsibility for approval of this
Agreement, or the Board of Directors of the RHDC.
3. Compliance with law. The Company shall comply with all applicable federal, state and
local rules, regulations, ordinances, and laws in the construction and operation of the Improvements.
4. Assignment. The terms and conditions of this Agreement are binding upon the successors
and assigns of all parties hereto. The Company may transfer or assign its obligations under this
Agreement, provided that any such transfer or assignment shall not be effective without prior written
consent of the City and the RHDC, after the City and the RHDC have been provided with
information sufficient to establish, in the City's and RHDC's sole discretion, that the proposed
transferee or assignee will comply with the Company's remaining obligations hereunder, or
otherwise adequately protect the City's and RHDC's respective interests. Any such assignment of
any portion of the Company's obligations hereunder shall not relieve the Company of liability for
such obligations except upon the express agreement of the City and the RHDC to release the
Company in writing, which approval shall be at the sole discretion of the City Council of the City
and the Board of Directors of the RHDC, based upon the creditworthiness and the financial ability of
the assignee and such other factors as the City Council of the City and the Board of Directors of the
• ~ Albertsons Enviro Economic Dev Agr (Final version).doc Page 7
. RHDC may deem relevant.
5. Venue. This Agreement shall be construed under the substantive laws of the State of Texas,
without reference to its choice of law provisions, and venue for any action arising under state law
under this Agreement shall be the District Courts of Tarrant County, Texas. If any action relating to
this Agreement is not properly brought in state court, venue shall be the United States District Court
for the Northern District of Texas.
6. Severability. In the event any section, subsection, paragraph, subparagraph, sentence,
phrase, or word herein is held invalid, illegal, or unenforceable, the balance of this Agreement shall
be enforceable, and shall be read as if the parties intended at all times to delete said invalid section,
subsection, paragraph, subparagraph, sentence, phrase, or word. In such event there shall be
substituted for such deleted provision a provision as similar in terms and in effect to such deleted
provision as maybe valid, legal and enforceable.
7. Independent Parties. Nothing herein shall be construed as creating a partnership or joint
enterprise between the City or the }ZHDC and the Company. Furthermore, the parties hereto
acknowledge and agree that the doctrine of respondeat superior shall not apply between either the
City or the RHDC and the Company, nor between either the City or the RHDC and any officer,
director, member, agent, employee, contractor, subcontractor, licensee, or invitee of the Company.
8. Authority of the City and the RHDC. This Agreement was authorized by Resolution of the
• City Council at its regular meeting on the day of April, 2003, authorizing the City Manager to
execute this Agreement on behalf of the City, and by the Resolution of the Board of Directors of the
RHDC at its meeting on the day of April, 2003, authorizing the Honorable Nelda Stroder,
Mayor of the City to execute this Agreement on behalf of the RHDC.
9. Authority of the Company. This Agreement was entered into by the Company pursuant to
authority granted by those signing this Agreement to execute this Agreement on behalf of the
Company.
10. Section or Other Headings. Section or other headings contained in this Amended
Agreement are for reference purposes only and shall not affect in any way the meaning or
interpretation of this Amended Agreement.
11. Attorneys Fees. In the event any legal action or process is commenced to enforce or
interpret provisions of this Agreement, the prevailing party in any such legal action shall be entitled
to recover its necessary and reasonable attorneys' fees and expenses incurred by reason of such
action.
12. Entire Agreement. This Agreement, including any exhibits attached and made a part hereof,
is the entire agreement between the parties and supersedes all prior or contemporaneous
understandings or representations, whether oral or written, respecting the subject matter herein.
• - eag~ s
Albensons Enviro Economic Dcv Agr (Final version).doc
• 13. Amendment. This Agreement may only be amended, altered, or revoked by written
instrument signed by the parties to such amendment.
14. Interpretation. Regardless of the actual drafter of this Agreement, this Agreement shall, in
the event of any dispute over its meaning or application, be interpreted fairly and reasonably, and
neither more strongly for nor against any party.
15. Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be considered an original, but all of which shall constitute one instrument.
16. Recording. It is contemplated and agreed that this Agreement may be recorded in the deed
records of Tarrant County, Texas.
17. No Third Party Beneficiaries. Except as expressly provided herein, nothing herein will be
construed to confer upon any person other than the parties hereto any rights, benefits or remedies
under or because of this Agreement.
18. Force Majeure. If, by reasons of Force Majeure, any party will be rendered wholly or
partially unable to carry out its obligations under this Agreement after its effective date, then such
party will give written notice of the particulars of such Force Majeure to the other party or parties
within a reasonable time after the occurrence of such event. The obligations of the party giving such
notice, to the extent affected by such Force Majeure, will be suspended during the continuance ofthe
• inability claimed and for no longer period, and any such party will in good faith exercise its best
efforts to remove and over come such inability.
19. Covenants Run with the Property. The provisions of this Agreement are hereby declared
covenants running with the Premises and are fully binding on the Company and each and every
subsequent owner, tenant, sub-tenant, licensee, and occupant of all or any portion of the Premises,
but only during the term of such party's ownership, tenancy, sub-tenancy, license, or occupancy
thereof . No assignment, sale, lease, or other transfer of all or any part of the Premises shall relieve
the Company of the Company's liabilities and obligations hereunder except as provided in Paragraph
H.4. above. A copy of this Agreement shall not be recorded in the deed records of Tarrant County.
20. Mutual Assistance. The parties hereto agree to take all reasonable measures which are
necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist
each other in carrying out such terms and provisions.
21. Recitals. The recitals to this Agreement are incorporated herein, and are intended to aid in
the interpretation of this Agreement.
22. Exhibits. All exhibits to this Agreement are incorporated herein by reference for all
purposes wherever reference is made to the same.
• ~ Albertsons Enviro Economic Dev Agr (Final version).doc Page 9
• 23. Obligations Joint and Several. The obligations of the City and the RHDC are joint and
several. Therefore, this Agreement will become effective upon the signatories upon signature by
Albertson's Inc. and the City, irrespective of the approval or lack thereof by the 1ZHDC.
•
• AlbMSOns Enviro Economic Dev Agr (Final version).doc Page 10
Witness my hand this day of~(`~ ( , 2003.
~.A~4
G~ y/~?`~ CITY OF RICHLAND HILLS, TEXAS
~
` .
.O ~
~ _ By:
v • ~ ~ Ja es Quin, City Manag
Terri Wil 's, City Secretary
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me, the undersigned authority, on this day personally appeared James Quin, who after
first being by me duly sworn, acknowledged and stated the witness has executed the above and
foregoing document for the purposes and consideration therein expressed, and in the capacity therein
• expressed, and with full authority to so act, on this, the day of ~ ,
2003.
~tiM TERRI WILLIS Notary Public in and for the State of Texas
MY COMMISSION EXPIRES
::~'a My commission expires: ~n I S
~o S
•s~4h 1~ June 5, 2005
•
Albertsons Enviro Economic Dev Agr (Final version).doc Page I I
S~
Witness my hand this 1 _ day of ~ , 2003.
•
RICHLAND HILLS DEVELOPMENT CORP.
By: ~ -
e Honorable Nelda Stroder, Mayor
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me, the undersigned authority, on this day personally appeared Nelda Stroder, who
after first being by me duly sworn, acknowledged and stated the witness has executed the above and
foregoing document for the purposes and consideration therein expressed, and in the capacity therein
expressed, and with full authority to so act, on this, the ~ 1 S~ day of ~ ~ ,
2003.
• is • : TERRI WILLIS
MY COMMISSION EXPIRES Notary Public in and for the State of Texas
June 5, 2005
'~~4'~ My commission expires: `o~S""/a5
•
Albertsons Enviro Economic Dev Agr (Final version).doc Page 12
• Witness my hand this day of , 2003.
ALBERTSON'S, INC., a Delaware corporation
By:
Lincoln V. Sharp, Jr.
Vice President, Real Estate Law
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me, the undersigned authority, on this day personally appeared Lincoln V. Sharp, Jr.,
who acknowledged and stated the witness has executed the above and foregoing document for the
purposes and consideration therein expressed, and in the capacity therein expressed, and with full
authority to so act, on this, the day of April, 2003.
Notary Public in and for the State of Idaho
My commission expires:
•
Albensons Enviro Economic Dev Agr (Final version).doc Page I3